Progyny, Inc. — Director's Dealing 2021

Sep 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Progyny, Inc. (PGNY)
CIK: 0001551306
Period of Report: 2021-09-01

Reporting Person: Livingston Mark S. (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-09-01	Common Stock	A	75000	—	Acquired	90348	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-09-01	Employee Stock Option (Right to Buy)	$56.29	A	250000	Acquired	2031-08-31	Common Stock (250000)	Direct

Footnotes

F1: Represents the number of shares of Issuer common stock underlying restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Issuer common stock.

F2: Represents a grant of RSUs made pursuant to the Issuer's 2019 Equity Incentive Plan. One fourth (1/4th) of the shares subject to the grant shall vest on September 1, 2022 and one-sixteenth (1/16th) of the shares subject to the grant shall vest each quarter thereafter through September 1, 2025, subject to the reporting person's continued service through each such date.

F3: Represents a grant of employee stock options made pursuant to the Issuer's 2019 Equity Incentive Plan. One fourth (1/4th) of the shares subject to the grant shall vest on September 1, 2022 and one-sixteenth (1/16th) of the shares subject to the grant shall vest each quarter thereafter through September 1, 2025, subject to the reporting person's continued service through each such date.